Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 29, 2016 | Mar. 31, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | Rancho Santa Fe Mining, Inc. | ||
Entity Central Index Key | 1,660,329 | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --09-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 10 | ||
Entity Common Stock, Shares Outstanding | 10,000 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Sep. 30, 2016 | Sep. 30, 2015 |
CURRENT ASSETS | ||
Cash | $ 1,631 | $ 1,303 |
Prepaid expenses | 6,160 | |
Total current assets | 1,631 | 7,463 |
PROPERTY AND EQUIPMENT | ||
Mining Property | 57,700 | |
Total assets | 59,331 | 7,463 |
CURRENT LIABILITIES | ||
Accounts payable | 59,023 | 2,500 |
Accounts payable - related parties | 249,626 | 147,047 |
Accrued Liabilities | 913 | |
Note Payable, 12% on demand | 27,500 | |
Total current liabilities | 337,062 | 149,547 |
TOTAL LIABILITIES | 337,062 | 149,547 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock, $.001 par value, 10,000,000 shares authorized, none issued and outstanding | ||
Common stock, $.001 par value, 200,000,000 shares authorized, 30,000,000 and 13,500,000 shares issued and outstanding at September 30, 2016 and September 30, 2015, respectively | 30,000 | 13,500 |
Stock subscription receivable | (12,150) | |
Accumulated deficit | (307,731) | (143,434) |
Total stockholders' deficit | (277,731) | (142,084) |
Total liabilities and stockholders' deficit | $ 59,331 | $ 7,463 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Sep. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 30,000,000 | 13,500,000 |
Common stock, shares outstanding | 30,000,000 | 13,500,000 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 2 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Sep. 30, 2016 | |
General and administrative: | ||
Accounting and legal | $ 92,559 | $ 89,086 |
Consulting | 40,204 | 24,533 |
General and administrative | 10,671 | 41,636 |
Total expenses | 143,434 | 155,255 |
OPERATING (LOSS) | (143,434) | (155,255) |
OTHER EXPENSE | ||
Interest Expense | 9,042 | |
Total Other Expense | 9,042 | |
NET (LOSS) | $ (143,434) | $ (164,297) |
NET LOSS PER SHARE - BASIC | $ (0.01) | $ (0.01) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | 13,500,000 | 27,807,692 |
Statements of Stockholders' Def
Statements of Stockholders' Deficit - USD ($) | Common Shares | Paid-In Capital | Stock Subscriptions Payable | Retained (Deficit) Stage | Total |
Beginning balance, shares at Jul. 23, 2015 | |||||
Beginning balance, amount at Jul. 23, 2015 | |||||
Shares issued to founders pursuant to initial organization minutes, shares | 13,500,000 | ||||
Shares issued to founders pursuant to initial organization minutes, amount | $ 13,500 | (12,150) | 1,350 | ||
Acquisition of Humboldt Mining, amount | |||||
Common stock issued for services, amount | |||||
Net loss | (143,434) | (143,434) | |||
Ending balance, shares at Sep. 30, 2015 | 13,500,000 | ||||
Ending balance, amount at Sep. 30, 2015 | $ 13,500 | (12,150) | (143,434) | (142,084) | |
Collection of stock subscriptions | 12,150 | 12,150 | |||
Acquisition of Humboldt Mining, shares | 13,500,000 | ||||
Acquisition of Humboldt Mining, amount | $ 13,500 | 13,500 | |||
Common stock issued for services, shares | 3,000,000 | ||||
Common stock issued for services, amount | $ 3,000 | 3,000 | |||
Net loss | (164,297) | (164,297) | |||
Ending balance, shares at Sep. 30, 2016 | 30,000,000 | ||||
Ending balance, amount at Sep. 30, 2016 | $ 30,000 | $ (307,731) | $ (277,731) |
Statements of Stockholders' De6
Statements of Stockholders' Deficit (Parenthetical) | Jul. 25, 2015USD ($)shares |
Michael S. Midlam | |
Shares issued to founders pursuant to initial organization minutes, shares | shares | 4,500,000 |
Shares issued to founders pursuant to initial organization minutes, amount | $ | $ 4,500 |
Lawrence W. Geeck | |
Shares issued to founders pursuant to initial organization minutes, shares | shares | 4,500,000 |
Shares issued to founders pursuant to initial organization minutes, amount | $ | $ 4,500 |
Jeffrey Hallman | |
Shares issued to founders pursuant to initial organization minutes, shares | shares | 4,500,000 |
Shares issued to founders pursuant to initial organization minutes, amount | $ | $ 4,500 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 2 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Sep. 30, 2016 | |
OPERATING ACTIVITIES | ||
Net loss | $ (143,434) | $ (164,297) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Common stock issued for services | 3,000 | |
Note payable issued for services | 27,500 | |
Changes in operating assets and liabilities: | ||
(Increase) Decrease in prepaid expenses | (6,160) | 6,160 |
Increase (Decrease) in accounts payable | 2,500 | 12,323 |
Increase in accounts payable-related parties | 147,047 | 102,579 |
Increase in accrued liabilities | 913 | |
Net cash used by operating activities | (47) | (11,822) |
FINANCING ACTIVITIES | ||
Payment of stock subscription receivable | 1,350 | 12,150 |
Net cash provided by financing activities | 1,350 | 12,150 |
NET INCREASE IN CASH | 1,303 | 328 |
CASH, BEGINNING OF YEAR | 1,303 | |
CASH, END OF YEAR | 1,303 | 1,631 |
SUPPLEMENTAL CASH FLOW DISCLOSURES | ||
Cash paid during the period for Interest | ||
Cash paid during the period for Income taxes | ||
Non-cash investing and financing activities | ||
Acquisition of Humboldt mine | (57,700) | |
Common stock issued in acquisition of Humboldt mine | 13,500 | |
Liability assumed with Humboldt mine acquisition | $ 44,200 |
Organization and Business Activ
Organization and Business Activity | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Organization and Business Activity | Note 1 Organization and Business Activity Rancho Santa Fe Mining, Inc. (RSFM or the Company) was incorporated in the State of Nevada on July 24, 2015. The Companys business plan details a strategy to seek out and acquire various precious metal mining assets in the State of Nevada. RSFM is a developmental stage company engaged in precious metals exploration with the objective of becoming a substantial gold producer. The Company is currently focused on the advancement of its two principal projects: the Virginia and Vanity Fair patented claims, both of which are located in northern Nevada, which were acquired in October 2015. Operationally, the Company intends to outsource all of the exploration, site preparation and extraction to a third-party who provides all the manpower, equipment and operational expenses associated therewith. The third-party operator will compensate the Company through a royalty equal to 20% to 30% of the gold reserves recovered and sold by this party from the acquired mining claims noted above. The Company plans to retain four full time staff members in various capacities and lease office facilities in Nevada and California. Legal, accounting, shareholder relations and geology will be outsourced to consultants as needed. Business development for the Company will be limited to developing and maintaining a website presence, nominal travel and business expense |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Basis of Presentation Going Concern Use of Estimates Cash and cash equivalents Fair Value Measures - Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. This hierarchy requires the Company to minimize the use of unobservable inputs and to use observable market data, if available, when estimating fair value. Financial Instruments Mineral Properties Asset Retirement Obligation Future reclamation expenditures are difficult to estimate in many circumstances due to the early stage nature of the exploration project, the uncertainties associated with defining the nature and extent of environmental disturbance, the application of laws and regulations by regulatory authorities and changes in reclamation technology. Changes in estimates are reflected in the statement of operations in the period an estimate is revised. Loss Per Common Share Impairment of Long-Lived Assets In estimating future cash flows, assets are grouped at the lowest level for which there is identifiable cash flows that are largely independent of future cash flows from other asset groups. The Companys estimates of future cash flows are based on numerous assumptions and it is possible that actual future cash flows will be significantly different than the estimates, as actual future quantities of recoverable minerals, gold and other commodity prices, production levels and operating costs of production and capital are each subject to significant risks and uncertainties. Mining Development Costs Revenue Recognition Advertising Costs Income Taxes At September 30, 2016, the Company recorded a valuation allowance against all of its deferred income tax assets, which it believes, based on the weight of available evidence; it is more likely than not that some portion or all of the deferred income tax assets will not be realized. Stock-based Compensation ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model as its method of determining fair value. This model is affected by the Companys stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to the Companys expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the portion of the award that is ultimately expected to vest is recognized as an expense in the statement of operations over the requisite service period. All transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. Reclassifications Recent Accounting Pronouncements |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 3 Related Party Transactions For the year ended September 30, 2016 and the period from July 24, 2015 (inception) to September 30, 2015, two of the Companys executive officers/shareholders had advanced $249,626 and $147,047, respectively for expenses relating to the Company and its operations. These advances have been reflected in the accompanying balance sheet under the caption accounts payable related parties. |
Note Payable
Note Payable | 12 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Note Payable | Note 4 Note Payable On June 21, 2016 the Company issued a convertible promissory note with a law firm in the amount of $27,500. The note is a 12 percent interest rate and is due on demand. At any time while this note is outstanding, the holder may convert all or any portion of the outstanding principal and accrued and unpaid interest into shares of Common Stock of the Company in an amount of common stock equal to (x) the Conversion Amount (the numerator) divided by (y) seventy-five percent (75%) (representing a 25% discount) of the average five (5) trading day closing bid price of the Companys Common Stock during the (5) trading days immediately prior to the conversion date. |
Federal Income Taxes
Federal Income Taxes | 12 Months Ended |
Sep. 30, 2016 | |
Schedule of Investments [Abstract] | |
Federal Income Taxes | Note 5 Federal Income Taxes Total income tax benefit is less than the amount computed by multiplying the loss before income taxes by the statutory federal income tax rate. The reasons for the difference and the related tax effects for the period ended September 30, 2016 and 2015: September 30, 2016 September 30, 2016 Net Loss $ (164,297 ) $ (143,434 ) Tax benefit at statutory rates of 34% $ 55,861 $ 48,768 Non-deductible expenses Change in valuation allowances (55,861 ) (48,768 ) Net income tax benefit $ $ The components of the deferred tax assets are as follows: September 30, 2016 September 30, 2015 Deferred tax assets Net operating loss carry-forward $ (104,629 ) $ (48,768 ) Total Deferred tax asset (104,629 ) (48,768 ) Less: valuation allowance 104,629 48,768 $ $ The Company has no deferred tax liabilities. As of September 30, 2016, the Company had a federal income tax net operating loss carry forward of approximately $307,731 to offset future taxable income, which begins to expire in 2025. The Company has never had an Internal Revenue Service audit. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 6 Commitments and Contingencies Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Companys management and legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company, or unasserted claims that may result in such proceedings, the Companys legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability is accrued in the Companys financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, will be disclosed. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 7 Subsequent Events The Companys management have evaluated subsequent events through the date the financial statements were available for issuance. In the opinion of the Companys management, there have been no significant events since September 30, 2016, other than a lawsuit that was set aside on July 29, 2016 and then refiled on October 6, 2016. The Company has filed a reply and countersuit against the plaintiff on November 25, 2016. |